Board Related Governance & Board Compensation

Find coverage of the latest news and strategies in board related governance, including company risk assessments, clawback policies and other common pay governance policies. Also find the latest on board compensation, including discussions of director pay magnitude and payment mechanisms.

If you’re a director, you can be excused for seeing the last 40 years of board history as a relentless chronology of regulatory growth. A key result has been more work and more personal risk — along with more worry about how outsiders view every move. Read more

Executive pay has long been in the spotlight for shareholders, boards, management teams, and commentators alike. More recently, the connection of executive pay outcomes with company performance has taken center stage. Read more

Since boards of directors are responsible for aligning company affairs with shareholder interests, companies often implement director stock ownership guidelines to ensure that board members are invested in the company’s current and future performance. These guidelines typically require that directors own at least some specified amount of company equity and that they hold equity granted as compensation for a minimum period before selling those shares. In recent years, investor activism has brought increasing attention to director ownership guidelines and compliance, and shareholders increasingly want to see that directors have an incentive to ensure the company is performing well, both in the short-term and the long-term. Read more

Seymour Burchman and Blair Jones contributed a chapter to the newly released sixth edition of the compensation handbook, "The Compensation Handbook, Sixth Edition: A State-of-the-Art Guide to Compensation Strategy and Design," published by McGraw Hill.
The most relied-on guide in the industry—now with strategic insight for using compensation strategies and practices to create competitive business advantage. Read more

Executive compensation is a perpetual hot-button topic—and one that activists frequently use to court shareholders. Roger Brossy, managing director of Semler Brossy, talks with Blair Jones, managing director of Semler Brossy, and Ken Bertsch, partner at CamberView Partners, about strategies directors can use to effectively communicate the principles that support the company’s pay practices. Watch the video now.
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The annual performance review. Many boards don’t take full advantage of them as a leadership- development mechanism for the CEO. But CEOs are no different from other employees: they need honest, direct and timely feedback. In the CEO’s case, getting unfiltered feedback from most people can be especially tricky, so a rigorous review by the board matters all the more.
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Blair Jones participated in a panel discussion "The CEO Report Card," with Brad Baker and Alan Guarino, at the 2015 Compensation Committee Boot Camp. Watch this video about designing and implementing an effective CEO evaluation process and how to spot problems with leaders’ performance before it’s too late. Read more